UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
_______________________
Date of Report
(Date of earliest
event reported): February 5, 2019
Oshkosh Corporation
(Exact name of registrant as specified in its charter)
Wisconsin
|
1-31371
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39-0520270
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(State or other
jurisdiction of
incorporation)
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(Commission File
Number)
|
(IRS Employer
Identification No.)
|
P.O. Box 2566, Oshkosh, Wisconsin 54903
(Address of principal executive offices, including zip code)
(920) 235-9151
(Registrant's telephone number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company £
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(A) of the Exchange Act.£
Item 5.07. Submission of Matters to a Vote of Security Holders.
Oshkosh Corporation (the "Company") held its 2019 Annual Meeting of Shareholders (the "Annual Meeting") on February 5, 2019. On February 5, 2019, the independent inspector of elections for the Annual Meeting delivered its final tabulation of voting results for each of the matters submitted to a vote at the Annual Meeting, certifying the voting results set forth below.
The Company's shareholders elected the following directors for terms expiring at the Company's 2020 Annual Meeting of Shareholders by the votes indicated:
Nominee
|
Shares Voted For
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Shares Withheld
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Broker Non-Votes
|
Keith J. Allman
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56,796,868
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226,627
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6,159,210
|
Wilson R. Jones
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56,801,050
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222,445
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6,159,210
|
Leslie F. Kenne
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56,497,517
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525,978
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6,159,210
|
Kimberley Metcalf-Kupres
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56,658,651
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364,844
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6,159,210
|
Stephen D. Newlin
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56,411,471
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612,024
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6,159,210
|
Raymond T. Odierno
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53,495,532
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3,527,963
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6,159,210
|
Craig P. Omtvedt
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56,130,845
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892,650
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6,159,210
|
Duncan J. Palmer
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56,750,831
|
272,664
|
6,159,210
|
Sandra E. Rowland
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56,882,922
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140,573
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6,159,210
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John S. Shiely
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56,412,768
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610,727
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6,159,210
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The Company's shareholders ratified the appointment of Deloitte & Touche LLP as the Company's independent auditors for the fiscal year ending September 30, 2019 by the votes indicated:
Shares Voted For
|
Shares Voted Against
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Abstentions
|
62,332,865
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798,726
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51,114
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The Company's shareholders approved a resolution approving, on a nonbinding, advisory basis, the compensation of the Company's named executive officers as disclosed in the Compensation Discussion and Analysis section and compensation tables contained in the Company's proxy statement for the Annual Meeting by the votes indicated:
Shares Voted For
|
Shares Voted Against
|
Abstentions
|
Broker Non-Votes
|
53,836,648
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2,768,802
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418,045
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6,159,210
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The Company's shareholders voted to reject a shareholder proposal regarding shareholder action by less than unanimous written consent by the votes indicated:
Shares Voted For
|
Shares Voted Against
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Abstentions
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Broker Non-Votes
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3,073,662
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53,493,474
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456,359
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6,159,210
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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OSHKOSH CORPORATION
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Date: February 11, 2019
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By: /s/ Ignacio A. Cortina
Ignacio A. Cortina
Executive Vice President, General Counsel
and Secretary
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